French Civil Code Article 1843-4

Article 1843-4 of the French Civil Code provides that in all cases where shares or partnership interests must be repurchased at their "value" by the company or the shareholders — exclusion of a shareholder, exercise of a pre-emption right, forced transfer — the valuation is performed by an independent expert designated by the court president, whose decision is binding on the parties. The expert applies the methodology they deem most appropriate, independently of any contractual valuation provisions. This mandatory provision cannot be overridden by contrary clauses in shareholders' agreements, making it a powerful tool for minority shareholders in dispute situations.

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Example: a minority shareholder owning 22% of a French company is excluded by the majority following a dispute. The majority proposes a price of CHF 1.8 million; the minority challenges it and requests appointment of an Article 1843-4 expert. The court-appointed expert determines a value of CHF 2.9 million for the 22% stake, applying a combination of DCF and transaction multiples methods. The decision is binding regardless of the contractual valuation clause in the shareholders' agreement.

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Hectelion is registered as a court-appointed expert under Article 1843-4 before French commercial courts, providing independent binding valuations in shareholder disputes.